On July 30, 2014, the Board of Directors of Piedmont Office Realty Trust, Inc.
(the "Registrant" or the "Corporation") amended the Registrant's Corporate
Governance Guidelines to limit a non-employee director's term of service to 15
years (the "Term Limits"). The Term Limits provide that the Board of Directors
will not nominate for re-election any non-employee director who has served 15
years or more prior to the applicable election, subject to exceptions granted by
the Board of Directors. The text of the Corporate Governance Guidelines, as
amended, is available on the Corporation's website:
www.piedmontreit.com/corporate-governance. The Board of Directors further
determined that it is in the best interest of the Corporation to provide for a
transition period in implementing the Term Limits, with respect to Mr. Donald S.
Moss and Mr. William H. Keogler, Jr., each of whom have served on the
Corporation's Board of Directors in excess of 15 years. As a result, on July 30,
2014, Mr. Moss provided notice of his resignation from the Board of Directors,
effective as of December 31, 2014, and the Board of Directors exempted Mr.
Keogler from the operation of the Term Limits until September 30, 2015; provided
however that, in the event the Board determines to nominate Mr. Keogler for
election at the 2015 annual meeting of stockholders, Mr. Keogler submits,
concurrent with any such nomination, a resignation from the Board effective no
later than September 30, 2015.